8-KOther EventsExhibits & Filings

NEWMONT Corp /DE/ 8-K Report, Corporate Update (Dec 22, 2009)

Filed December 22, 2009For Securities:NEMNEMCL

Summary

Newmont Mining Corporation (NEM) announced a significant loan transaction involving its Indonesian subsidiaries, Newmont Indonesia Limited (NIL) and NVL (USA) Limited (NVL), with P.T. Pukuafu Indah (PTPI). PTPI, a 20% owner of the Batu Hijau mine operator PT. Newmont Nusa Tenggara (PTNNT), utilized $287 million of loan proceeds to settle its existing debts. Crucially, PTPI has pledged its 20% interest in PTNNT as collateral for this loan, which matures on December 31, 2019. This transaction is secured by the pledged shares and all shares of PTPI itself. This development is particularly relevant as Newmont currently holds a 35.44% interest in the Batu Hijau mine and has historically consolidated PTNNT as a variable interest entity since 2004, considering itself the primary beneficiary. The company is actively reviewing the accounting implications of this loan agreement and its current equity stake on how Batu Hijau will be presented in its financial statements, which could impact reported ownership and consolidation practices.

Key Highlights

  • 1Newmont's subsidiaries entered into a loan transaction with PT. Pukuafu Indah (PTPI), a 20% owner of the Batu Hijau mine.
  • 2$287 million of loan proceeds were used by PTPI to repay its existing indebtedness.
  • 3PTPI has pledged its 20% ownership interest in PTNNT (owner of Batu Hijau mine) as collateral for the loan.
  • 4The loan has a maturity date of December 31, 2019, with repayment from dividends and other payments related to the pledged shares.
  • 5The transaction is also secured by a pledge of all shares of PTPI.
  • 6Newmont is evaluating the accounting treatment for Batu Hijau in light of its current equity interest and the new loan agreement.
  • 7Batu Hijau has been consolidated by Newmont as a variable interest entity since January 1, 2004.

Frequently Asked Questions

The primary purpose of this loan transaction is to secure Newmont's interest in the Batu Hijau mine by using PTPI's 20% ownership in the mine's operator (PTNNT) as collateral. This strengthens Newmont's control and financial ties to the asset, especially given its existing majority ownership and consolidation of the mine's operations.

While Newmont's direct equity ownership in PTNNT remains at 35.44%, this loan effectively provides them with control over PTPI's additional 20% interest through collateral. Newmont is currently assessing the accounting implications, which could lead to changes in how the mine is reported in their financial statements, potentially reflecting a greater de facto economic interest.

The main risk for Newmont would be if PTPI defaults on its loan obligations, potentially leading to complexities in realizing the collateral, although the loan structure appears designed to mitigate this. Another consideration is the accounting reassessment; if Newmont's accounting treatment changes significantly, it could impact their reported financial position or earnings.

The loan has a maturity date of December 31, 2019. Repayments prior to maturity are expected to be funded by dividends attributable to the pledged shares (PTPI's 20% interest in PTNNT) and other payments derived from that interest, until the loan balance is fully repaid.